ACON Investments Sells Carulla Vivero Stake in a Transaction Exceeding $700 Million

Washington, D.C., August 22, 2006 -- Newbridge Andean Partners, L.P., a private equity fund managed by ACON Investments LLC (“ACON”), today announced it has agreed to sell its interest in Carulla Vivero, S.A. (Ticker: CARU-BG)  (“Carulla Vivero”) to Almacenes Exito, S.A. (Ticker: AEXI-BG)  (“Exito”) in connection with Exito´s purchase of Carulla Vivero in a transaction worth US $700 million, including debt, in connection with Exito’s purchase of Carulla Vivero, announced on August 22nd, 2006..  Exito willpurchase all of ACON´s shares at a price equivalent to US $15.79 per share. 

Carulla Vivero and Exito are the second largest and largest retailers in Colombia, respectively.  Together, they will operate more than 260 retail outlets, including supermarkets, supercenters, hypermarkets, warehouse clubs and convenience stores nationwide, with combined revenue of more than US $2.4 billion..

  Upon completion of the tender offer, shares of Carulla Vivero will be delisted from the Bolsa de Bogotá.  Following the close of the transaction, certain shareholders of Carulla Vivero, including members of the Azout Family, will retain a 22.5% equity interest inCarulla Vivero..    

Ken Brotman, a founding partner at ACON, said:  “We are honored to have had the opportunity to work so closely with the Azout Family over the last several years in what we consider to be a model partnership between a private equity investor and a founding family.  We are pleased with the success that Carulla Vivero has achieved, and we believe that, as two of the longest standing Colombian retailers, Exito and Carulla Vivero will offer each another numerous opportunities to enhance shareholder value within the context of a compatible business philosophy and culture.” 

“This sale is a testament to the value of Carulla Vivero’s formats, stores, operations, management and employees, as well as to the overall resurgence of Colombia,” Brotman continued.  “We look forward to helping Carulla Vivero transition into the next stage of its corporate development as part of one of Latin America´s most important retailing groups.”

ACON and the Azout Family have jointly controlled Carulla Vivero since 2000.  ACON acquired a minority interest in Almacenes Vivero, S.A. in 1998.  In 1999, ACON acquired a controlling interest in Carulla y Cia, S.A.  The two companies merged in 2000 to form Carulla Vivero, and under ACON´s oversight, Carulla Vivero´s sales increased from $402mm in 1999 to over $877mm in 2005, as the company grew organically and through acquisition.  Over the same period, EBITDA grew from $23mm to $65mm.

ACON and its partners hired Credit Suisse and Inverlink to help evaluate strategic alternatives for Carulla Vivero.  Following a comprehensive review, a partnership with Exito was deemed the most attractive option for Carulla Vivero´s employees, suppliers and shareholders, offering the highest overall value and allowing each shareholder to choose between cash and stock. 

In 2006, Exito was selected as one of the best places to work in Latin America by the Great Place to Work® Institute.  In 2005, Exito generated revenues over US $1.5 billion.

ACON Investments is a Washington, D.C.-based private equity investment firm which has managed over $1 billion of capital.  Founded in 1996, ACON manages private equity funds and special purpose partnerships with investments in the United States, Europe and Latin America.  ACON pursues a theme-based investment strategy by focusing on industries or businesses at key inflection points in their development and pursues these opportunities in close partnership with established management teams.  ACON has offices in Washington, D.C., Los Angeles, CA and Madrid, Spain.

Contact:
Ken Brotman, ACON Investments, 202-454-1111
Owen Blicksilver, Owen Blicksilver Public Relations, 516-742-5950